What You Need to Know About Florida’s Breach of Contract Statute
In Florida, a breach of contract occurs when one party to a legally enforceable contract fails to perform its contractual obligations to the other party to the contract. For example, if one party to a contract agrees to perform certain work for the other party to the contract in exchange for payment of a certain sum of money and fails to perform the work, the breaching party will be in breach of the contract and liable for damages to the other party.
There are several different types of breaches of contract which frequently occur in Florida, but any type of breach is the same in that the resulting damages are the same if proven by the plaintiff. The most common types of breach of contract fall into two categories: minor and material breaches.
A minor (also known as immaterial or partial) breach of contract in Florida occurs when one party to the agreement fails to perform one or more of the terms, conditions, or provisions of the contract which in turn causes only a minor injury to the non-breaching party . In this situation, the non-breaching party is still required to perform its obligations under the contract and only entitled to damages caused by the breach. A factor to be considered as to whether the breach is minor is whether the non-breaching party would still have entered into the contract if it had known that the contract would be breached.
A material (also known as total or total breach) breach of contract in Florida is a serious breach which goes to the core of the agreement between the parties (i.e., it defeats the object of the parties to the contract). To show that a breach is material in Florida, the non-breaching party must show that the breach of the contract resulted in a failure to obtain the benefits of the agreement. Damages for a total breach of contract often justify the termination of the contract and/or rescission of the contract. The injured party may be able to recover consequential, incidental, and punitive damages as a result of a total breach of contract.
The Essential Aspects of Your Florida Complaint for Breach of Contract
The contract: Why was it entered into? What were the terms?
The parties: Which entities are involved? Are they corporate entities, or private citizens? If the breach was against a private citizen, was the private citizen the signatory of the contract?
The breach: What party breached the contract? How did the party breach the contract (for example, failing to perform a duty or obligation)?
Breach of contract complaints must be brought within five years of the date of the breach. F.S. §95.11. For example, if the breach occurred on April 2, 2010, the complaint for breach of contract need to be served on the opposing party by April 2, 2015. Otherwise, the claim will be time-barred.
[Insert extremely basic facts regarding the contract, parties to the contract, and breach of the contract. This section of a Florida Breach of Contract Complaint must be tailored to the particular and unique facts of the case involved.]
Florida Courts require that breach of contract complaints state each of the elements of a breach of contract.
A cause of action for breach of contract requires proof of the following elements:
• A valid contract;
• Material breach;
• Damages.
See Auld v. Robert M. Green & Co., 669 So. 2d 1049, 1051 (Fla. 4th DCA 1996)(citations omitted)(emphasis added).
If the complaint lacks – or only alleges one of the three required elements of a breach of contract claim – the court may dismiss the complaint with leave to amend, as the elements of a breach of contract claim have not been sufficiently alleged.
A Step by Step Directions for Drafting Your Florida Complaint for Breach of Contract
Formatting Requirements:
- The Plaintiff must use a font size of 12, 14, or larger. (My favorite is 14).
- Every page must be double spaced.
- The complaint must be in "Legible" form. (This means that you need to pay attention to the way that your printer is functioning).
- It must meet all other formatting requirements as specified in the Florida Rules of Civil Procedure.
- The cover page must have the style of the case, civil cover, sheet and comply with all requirements of the Local Rules.
- All exhibits must be marked and referenced in the body of the complaint.
Complaint Contents:
1. Introduction
a. The introduction should give an overview of the parties and the nature of the action bringing the suit.
2. Jurisdiction and Venue:
a. The next step is to explain why the Court has jurisdiction over the matter. If there is diversity of citizenship, then the explanation will include the state of incorporation and principal place of business of Plaintiff. It also needs to reference the amount of controversy being satisfied (as the Plaintiff cannot bring the action for under the amount in controversy).
b. If the Court is declining jurisdiction, the Complaint should state the reasons why jurisdiction is being declined, such as a forum selection clause or some other point of law.
c. Lastly, the Venue must be addressed. If the venue is proper, then this is easy. Just indicate that the venue is proper because (use statute here). If the Plaintiff is bringing a venue action or is claiming that venue is improper, then the complaint should make all showing required by the Rules.
3. General allegations
a. Citing to the statute is a good starting point for the complaint.
b. If there are specific allegations relevant here, such as a specific date or range of dates, then the complaint should set them forth.
c. The following might be close:
"1. Plaintiff is the _____ and Defendant is the _________________.
- The Plaintiff brings this action pursuant to Section ___Florida Statutes to recover damages caused by Defendant’s breach of contract.
- The Plaintiff and Defendant entered into a contract on the day of _________.
- Pursuant to the terms of the contract, the Defendant was obligated to _______________.
- The Plaintiff performed its obligations under the contract.
- The Defendant refused to perform and breached the contract.
- As a direct result of the Defendant’s breach of contract, the Plaintiff has sustained damages in an amount that can be determined by the finder of fact during trial."
4. Count(s)
The Plaintiff can number and sequence the Count(s) at his or her discretion. General words, like "Count I" "Count II", can help keep the complaint organized. However, if there are specific claims like "Violation of Section 674.101 et seq", then it can be more difficult to follow.
The pain that a Plaintiff suffers can be tough to go through. The challenge here is to keep in mind what happened which caused the damages, and what is being sued for.
Common Errors to Avoid in Your Breach of Contract Complaint
While a breach of contract complaint template can provide the starting point for a Florida breach of contract lawsuit, there are still common mistakes that litigants make when using a web-based template or a form. Understanding these mistakes can help litigants avoid costly penalties.
Too many times people representing themselves in a Florida breach of contract case do not comply with the local rules governing how their paperwork is filed with the Clerk. For example, often times litigants do not submit enough copies of pleadings to be served on all of the parties and filed with the Court. When that happens, the Judge will order the Plaintiff to correct the issue by submitting the requisite number of copies. Similar mistakes are made with other paper filings, such as notices, orders and motions.
Some litigants overlook the importance of accurately including the proper parties in their Florida Breach of Contract Complaint. Normally, this is not a big issue if the person or entity you are suing is a corporation. Corporations normally file an annual report with the Florida Department of State with a registered agent. The registered agent is liable to accept legal papers (such as a Florida Breach of Contract Complaint) on behalf of the corporation. However, this is different when suing a partner, shareholder, member, or officer of the corporation. In those situations, the individual must be individually served with the Florida Breach of Contract Complaint. This can be tricky, and failure to properly identify the parties may open the door for the Defendant to have the lawsuit dismissed.
According to the Florida Civil Procedure Rules, litigants are prohibited from including social security numbers, dates of birth and financial account numbers in any Florida Breach of Contract Complaint. While many litigants inadvertently include this personal information, doing so can have negative consequences. For example, a Judge may order the information redacted and order the litigant to pay the fees for the attorney who prepared the redaction order. In the worse case scenario, a Judge could dismiss the lawsuit entirely.
The Filing Process for Your Breach of Contract Complaint
When initiating a breach of contract action, you will need to file your complaint with the appropriate Florida circuit court. All Florida state courts have an online portal for filing documents electronically. Once you have your complaint prepared, you will log into the applicable portal (here is the Florida Third District Court of Appeal Portal) and submit your complaint. Filing fees vary depending on how many counts are involved (typically are around $400 for any lawsuit in excess of $15,000.00), so keep in mind that if you are seeking a money judgment pursuant to a contract, you may want to sue for a higher amount to cover the fees. After you file the complaint, you will receive an email confirming that it has been filed. Pay close attention to the email that is sent to you outlining when your complaint is due for issuance of the summons. Rule 1.070 allows you to obtain a summons as a matter of right if you simply provide the clerk with a blank summons and your complaint. However, some courts may have additional requirements in order to issue a summons . For example, the Miami-Dade court portal provides the following instructions: Pursuant to Rule 1.071(a)(3), Florida Rules of Civil Procedure, the Clerk cannot issue a summons until there is a cover sheet filed by the party seeking to have a summons issued. In accordance with Florida Statutes, all civil cases shall include a cover sheet . . . Florida Statutes also require the . . . filing of a case management statement within 45 days of filing the complaint, motion or counterclaim for which a summons is requested. The case management statement must include a good faith estimate of the time needed for trial, agreed upon by all parties, and must be signed by each attorney of record and unrepresented parties. It may be the responsibility of the moving party or its attorney to circulate the statement to all parties. Once the summons is issued, you will have to serve the summons and your complaint on the defendant in accordance with the Rules of Civil Procedure. From here, the litigation will proceed.
Using an Example of Your Complaint for Breach of Contract
The internet is brimming with online services that offer templates for breach of contract complaints. While there might be legitimate reasons to take that approach in some cases, this is not the best way to go when you are faced with a breach of contract situation in Florida. What you gain in time and effort, you often lose in legal accuracy and completeness. Further, as your case moves forward this lack of completeness could come back to haunt you.
Most of these free or very cheap templates were drafted by some person, somewhere, at one point in time. They were then put up on the internet. Be it part of a blog or a website, it doesn’t matter. These templates were only drafted for certain types of cases. Again, that is all fine and good; but when you are trying to resolve a situation with the prospect of having to litigate the case, as well as telling a judge what has happened, you need to have the complete story.
Even in a breach of contract case many things are variable. Was there a meeting of the minds? What was the intent of the parties? Did both parties act in good faith? How have both parties behaved since the beginning of the dispute? In a "simple" breach of contract case, these types of things matter. They will impact the claim for damages, and they can impact equitable relief, such as specific performance.
Templates are rarely flexible enough to account for these types of issues. As such, your case can be thrown off course before it even starts, never giving you the chance to get the consideration you might deserve. Again, never underestimate the value of a highly trained contract lawyer; they have seen these in place over and over again.
When to Consult With a Florida Contract Attorney
Before submitting your Breach of Contract Complaint, it is wise to consult a lawyer. A reputable attorney will review your situation, make sure that you have a legally valid claim, and provide advice about the best way to move forward . It is never a bad idea to at least see counsel prior to filing suit. And the attorneys at this firm are no exception.